L T Foods Ltd Auditors Report.

To the Members of LT Foods Limited

Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of LT Foods Limited
("the Company"), which comprise the Balance Sheet as at March 31, 2016, the
Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a
summary of the significant accounting policies and other explanatory information.

Managements Responsibility for the Standalone Financial Statements

2. The Companys Board of Directors is responsible for the matters stated in
Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the
preparation of these standalone financial statements, that give a true and fair view of
the financial position, financial performance and cash fiows of the Company in accordance
with the accounting principles generally accepted in India, including the Accounting
Standards specified under Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014 (as amended). This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions of the Act; safeguarding the
assets of the Company; preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments and estimates that
are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of
the financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.

Auditors Responsibility

3. Our responsibility is to express an opinion on these standalone financial statements
based on our audit.

4. We have taken into account the provisions of the Act, the accounting and auditing
standards and matters which are required to be included in the audit report under the
provisions of the Act and the Rules made thereunder.

5. We conducted our audit in accordance with the Standards on Auditing specified under
Section 143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether
the standalone financial statements are free from material misstatement.

6. An audit involves performing procedures to obtain audit evidence about the amounts
and the disclosures in the financial statements. The procedures selected depend on the
auditors judgment, including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error. In making those risk assessments,
the auditor considers internal financial controls relevant to the Companys
preparation of the financial statements that give a true and fair view in order to design
audit procedures that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of the accounting policies used and the reasonableness of
the accounting estimates made by the Companys Directors, as well as evaluating the
overall presentation of the financial statements.

7. We believe that the audit evidence we have obtained is suficient and appropriate to
provide a basis for our audit opinion on the standalone financial statements.

Opinion

8. In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid standalone financial statements give the information required
by the Act in the manner so required and give a true and fair view in conformity with the
accounting principles generally accepted in India, of the state of Affairs of the Company
as at March 31, 2016, its profit and its cash fiows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

9. As required by the Companies (Auditors Report) Order, 2016 ("the
Order") issued by the Central Government of India in terms of Section 143(11) of the
Act, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4
of the Order.

10. Further to our comments in annexure A, as required by Section 143(3) of the Act, we
report that:

a. we have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our audit;

b. in our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from our examination of those books;

c. the standalone financial statements dealt with by this report are in agreement with
the books of account;

d. in our opinion, the aforesaid standalone financial statements comply with the
Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014 (as amended);

e. on the basis of the written representations received from the directors as on March
31, 2016 and taken on record by the Board of Directors, none of the directors is
disqualified as on March 31, 2016 from being appointed as a director in terms of Section
164(2) of the Act;

f. we have also audited the internal financial controls over financial reporting
(IFCoFR) of the Company as of March 31, 2016 in conjunction with our audit of the
standalone financial statements of the Company for the year ended on that date and our
report dated May 27, 2016 as per Annexure B expressed unqualified opinion; and

g. with respect to the other matters to be included in the Auditors Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion
and to the best of our information and according to the explanations given to us:

i. as detailed in Note 28 to the standalone financial statements, the Company has
disclosed the impact of pending litigations on its standalone financial position;

ii. the Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses; and

iii. there has been no delay in transferring amounts, required to be transferred, to
the Investor Education and Protection Fund by the Company

Based on the audit procedures performed for the purpose of reporting a true and fair
view on the financial statements of the Company and taking into consideration the
information and explanations given to us and the books of account and other records
examined by us in the normal course of audit, and to the best of our knowledge and belief,
we report that:

(i) (a) The Company has maintained proper records showing full particulars, including
quantitative details and situation of fixed assets.

(b) The fixed assets have been physically verified by the management during the year
and no material discrepancies were noticed on such verification. In our opinion, the
frequency of verification of the fixed assets is reasonable having regard to the size of
the Company and the nature of its assets.

(c) The title deeds of all the immovable properties (which are included under the head
fixed assets) are held in the name of the Company.

(ii) In our opinion, the management has conducted physical verification of inventory at
reasonable intervals during the year except for stocks lying with third parties. For
stocks lying with third parties at year end, written confirmations have been obtained by
the management. No material discrepancies were noticed on aforesaid verification.

(iii) The Company has granted unsecured loans to one company covered in the register
maintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are not, prima
facie, prejudicial to the companys interest.

(b) the schedule of repayment of the principal and the payment of the interest has not
been stipulated and hence we are unable to comment as to whether repayments/receipts of
the principal amount and the interest are regular;

(c) in the absence of stipulated schedule of repayment of principal and payment of
interest, we are unable to comment as to whether there is any amount which is overdue for
more than 90 days and whether reasonable steps have been taken by the Company for recovery
of the principal amount and interest.

(iv) In our opinion, the Company has complied with the provisions of Sections 185 and
186 of the Act in respect of loan, investments, guarantees and security.

(v) In our opinion, the Company has not accepted any deposits within the meaning of
Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as
amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.

(vi) The Central Government has not specified maintenance of cost records under
sub-section (1) of Section 148 of the Act, in respect of Companys products.
Accordingly, the provisions of clause 3(vi) of the Order are not applicable.

(vii) (a) Undisputed statutory dues including provident fund, employeesstate
insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value
added tax, cess and other material statutory dues, as applicable, have generally been
regularly deposited to the appropriate authorities, though there has been a slight delay
in a few cases. Undisputed amounts payable in respect thereof, which were outstanding at
the year-end for a period of more than six months from the date they became payable are as
follows:

Name of the statute

Nature of the dues

Amount (3 in Lakhs)

Period to which the amount relates

Due Date

Date of Payment

Income Tax Act, 1961

Advance Income Tax

77.28

Financial Year 2015-16

15 June 2015

Not Yet Paid

Income Tax Act, 1961

Advance Income Tax

531.84

Financial Year 2015-16

15 September 2015

Not Yet Paid

(b) The dues outstanding in respect of income-tax, sales-tax, service tax, duty of
customs, duty of excise and value added tax on account of any dispute, are as follows:

Name of the statute

Nature of dues

Amount (3 in Lakhs)

Amount paid under Protest (3in Lakhs)

Period to which the amount relates

Forum where dispute is pending

Income Tax Act, 1961

Income Tax demands

57.54

-

Financial Year 2002-03

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax demands

0.65

-

Financial Year 2003-04

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax demands

26.81

26.81

Financial Year 2004-05

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax demands

4.84

-

Financial Year 2006-07

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax demands

327.62

250.00

Financial Year 2007-08

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax demands

235.95

123.95

Financial Year 2008-09

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax demands

861.98

-

Financial Year 2009-10

CIT (Appeals)

Income Tax Act, 1961

Income Tax demands

829.80

191.00

Financial Year 2010-11

CIT (Appeals)

Income Tax Act, 1961

Income Tax demands

155.52

-

Financial Year 2011-12

The Company is in the process of filing the appeal against order

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank or
financial institution during the year. The Company did not have any outstanding debentures
and dues payable to the government during the year.

(ix) The Company did not raise moneys by way of initial public ofier or further public
ofier (including debt instruments). In our opinion, the term loans were applied for the
purposes for which the loans were obtained.

(x) No fraud by the Company or on the company by its Officers or employees has been
noticed or reported during the period covered by our audit.

(xi) Managerial remuneration has been paid by the company in accordance with the
requisite approvals mandated by the provisions of Section 197 of the Act read with
Schedule V to the Act.

(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, provisions of
clause 3(xii) of the Order are not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance with
Sections 177 and 188 of Act, where applicable, and the requisite details have been
disclosed in the financial statements etc., as required by the applicable accounting
standards.

(xiv) During the year, the company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures.

(xv) In our opinion, the company has not entered into any non-cash transactions with
the directors or persons connected with them covered under Section 192 of the Act.

(xvi) The company is not required to be registered under Section 45-IA of the Reserve
Bank of India Act, 1934.

1. In conjunction with our audit of the standalone financial statements of LT Foods
Limited ("the Company") as of and for the year ended March 31, 2016, we have
audited the internal financial controls over financial reporting (IFCoFR) of the company
as of that date.

Managements Responsibility for Internal Financial Controls

2. The Companys Board of Directors is responsible for establishing and
maintaining internal financial controls based on the internal control over financial
reporting criteria established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls over
Financial Reporting issued by the Institute of Chartered Accountants of India. These
responsibilities include the design, implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring the orderly and efficient
conduct of the companys business, including adherence to companys policies,
the safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Act.

Auditors Responsibility

3. Our responsibility is to express an opinion on the Companys IFCoFR based on
our audit. We conducted our audit in accordance with the Standards on Auditing, issued by
the Institute of Chartered Accountants of India (ICAI) and deemed to be prescribed under
section 143(10) of the Act, to the extent applicable to an audit of IFCoFR, and the
Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
"Guidance Note") issued by the ICAI. Those Standards and the Guidance Note
require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate IFCoFR were established and maintained and if
such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy
of the IFCoFR and their operating effectiveness. Our audit of IFCoFR included obtaining an
understanding of IFCoFR, assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal control based on the
assessed risk. The procedures selected depend on the auditors judgement, including
the assessment of the risks of material misstatement of the financial statements, whether
due to fraud or error.

5. We believe that the audit evidence we have obtained is suficient and appropriate to
provide a basis for our audit opinion on the Companys IFCoFR.

Meaning of Internal Financial Controls over Financial Reporting

6. A companys IFCoFR is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting
principles. A companys IFCoFR includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and that
receipts and expenditures of the company are being made only in accordance with
authorisations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the companys assets that could have a material effect on the
financial statements.

7. Because of the inherent limitations of IFCoFR, including the possibility of
collusion or improper management override of controls, material misstatements due to error
or fraud may occur and not be detected. Also, projections of any evaluation of the IFCoFR
to future periods are subject to the risk that IFCoFR may become inadequate because of
changes in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.

Opinion

8. In our opinion, the Company has, in all material respects, adequate internal
financial controls over financial reporting and such internal financial controls over
financial reporting were operating effectively as at March 31, 2016, based on the internal
control over financial reporting criteria established by the Company considering the
essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls over Financial Reporting issued by the Institute of Chartered
Accountants of India.

Mutual Funds:

Insurance:

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